Small v. Going Forward, Inc.Small v. Going Forward, Inc.
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- Borden
Lead Opinion
Opinion
The sole issue in this certified appeal is whether
The record reveals the following stipulated facts and procedural history. On or about June 5, 2002, the plaintiff entered into a contract with the defendant, a Connecticut corporation and licensed dealer of motor vehicles, to purchase a 2001 Chrysler 300M. The contract included a “ ‘dealer conveyance fee’ ” of $299, which was disclosed on the purchase order. That purchase order also disclosed, in ten point bold type, that “ ‘THE DEALER CONVEYANCE “FEE” IS NOT PAYABLE TO THE STATE OF CONNECTICUT.’ ” The plaintiff signed the purchase order, and the defendant accepted it, thus completing the sale and transfer of the vehicle.
Thereafter, the plaintiff, a resident of Connecticut who has proposed to represent the class of persons who had purchased motor vehicles from the defendant, brought this class action. He claims that the defendant’s $299 conveyance fee violated
After the trial court denied the defendant’s motion to strike, the parties jointly requested that the trial court reserve the underlying question of law involved herein for the advice of the Appellate Court pursuant to
The Appellate Court answered the reserved question in the negative. See Small v. Going Forward, Inc., supra, 91 Conn. App. 46. The Appellate Court concluded that
“When construing a statute, [o]ur fundamental objective is to ascertain and give effect to the apparent intent of the legislature. . . . In other words, we seek to determine, in a reasoned manner, the meaning of the statutory language as applied to the facts of [the] case, including the question of whether the language actually does apply. . . . In seeking to determine that meaning, General Statutes § l-2z directs us first to consider the text of the statute itself and its relationship to other statutes. If, after examining such text and considering such relationship, the meaning of such text is plain and unambiguous and does not yield absurd or unworkable results, extratextual evidence of the meaning of the statute shall not be considered. . . . When a statute is not plain and unambiguous, we also look for interpretive guidance to the legislative history and circumstances surrounding its enactment, to the legislative policy it was designed to implement, and to its relationship to existing legislation and common law principles governing the same general subject matter . . . .” (Internal quotation marks omitted.) Connecticut Ins. Guaranty Assn. v. State, 278 Conn. 77, 82, 896 A.2d 747 (2006). “The test to determine ambiguity is whether the statute, when read in context, is susceptible to more than one reasonable interpretation.” (Internal quotation marks omitted.) Alexson v. Foss, 276 Conn. 599, 605, 887 A.2d 872 (2006).
We begin with the determination that our inquiry in the present case may be informed by extratextual sources because the thoughtful arguments of the parties and the amicus curiae, the state of Connecticut, demonstrate that the relevant statutory language is subject to more than one “reasonable interpretation.” The plaintiff, supported by the amicus, contends that the Appellate Court improperly concluded that
In response, the defendant contends that
We begin with the relevant statutory language.
The primary problem with the plaintiffs reading of
Indeed, a review of other statutes, some of which are cited by the plaintiff in his reply brief, demonstrates that the legislature affirmatively has regulated fees with a reasonableness standard in other contexts, but has done so in the section of the statute actually governing substantive conduct.7 See, e.g.,
That
Finally, the only relevant comments in the legislative history provide no indication that the legislature intended
Accordingly, we conclude that
The judgment of the Appellate Court is affirmed.
In this opinion KATZ, PALMER, ZARELLA and SULLIVAN, Js., concurred.
Notes
We granted the plaintiffs petition for certification to appeal, limited to the following issue: “Did the Appellate Court properly answer the reserved question in the negative?” Small v. Going Forward, Inc., 276 Conn. 910, 886 A.2d 423 (2005).
The defendant also contends, however, that should this court find that
This case is yet another example of the canons’ primary limitation, namely, that for “almost every maxim found in the ‘grab bag’ of canons, an equal and opposite proposition may be found.” Miller’s Pond Co., LLC v. New London, 273 Conn. 786, 811-12 n.25, 873 A.2d 965 (2005). “Although the so-called canons of statutory construction may at times serve as useful tools in deciphering legislative meaning, to rely on any one of them as a compelling factor in the interpretive process is problematic, because as Professor Karl Llewellyn persuasively has demonstrated, ‘there are two opposing canons on almost every point.’ K. Llewellyn, ‘Remarks on the Theory of Appellate Decision and the Rules or Canons About How Statutes Are to Be Construed,’ 3 Vand. L. Rev. 395,401 (1950). The so-called ‘canons’ are not that, at least in the sense that any one of them reliably can be determined to apply or not to apply in any given case. They are, instead, merely guides drawn from experience, to be employed or not to be employed carefully and judiciously, depending on the circumstances. See F. Frankfurter, ‘Some Reflections on the Reading of Statutes,’ 47 Colum. L. Rev. 527, 544-45 (1947); see also United Illuminating Co. v. New Haven, 240 Conn. 422, 455, 692 A.2d 742 (1997). ‘To permit them to displace the conclusions that careful interpretation yields . . . would be a disservice to the legislative process, as well as to the judicial exercise of interpreting legislative language based upon the premise that the legislature intends to enact reasonable public policies.’ United Illuminating Co. v. New Haven, supra, 455.” Burke v. Fleet National Bank, 252 Conn. 1, 23-24, 742 A.2d 293 (1999).
We note that
The plaintiff argues that the analysis of Toll Gate Farms, Inc. v. Milk Regulation Board, supra, 148 Conn. 346-47, is inapposite because the present case is analogous to attempting to sell regular milk as skim milk; put differently, in the plaintiff’s view, a fee that is unreasonable simply is not a “ ‘conveyance fee’ ” under
We note that at least one other state also has used “reasonableness” as a regulatory guidepost in this context, but has done so with statutory language and organization indicating in clear and certain terms that it intends to regulate those processing or conveyance fees. See
In our view, the dissent overemphasizes the import of
We also note that, notwithstanding the legislature’s grant of authority to the commissioner of motor vehicles to “make, alter or repeal regulations governing the administration of all statutes relating to the license and business of dealers and repairers”;
The legislature’s cognizance of conveyance fees is demonstrated by
The amicus posits a hypothetical that it contends illustrates how failure to limit conveyance fees may encourage dealers to engage in “deceptive price manipulation” wherein dealer A charges $100 less than dealer B for the price on a new car, but $200 more for the conveyance fee, thus causing the customer to pay $100 more for the same car while under the guise of having received a lower price. The dissent raises a similar concern, noting that “[i]n the context of most car sales, the buyer does not ordinarily become interested in the conveyance fee until he has decided to buy the car,” and that a buyer faced with a deal that includes a reduced vehicle price and an increased conveyance fee is “faced with walking away from the deal or accepting it, but if the buyer stays, there would be no regulatory or legal sanction on the seller for exacting an unreasonably high conveyance fee that has no real relation to the seller’s actual costs for performing the services necessary to close the sale.” The dissent also contends that our conclusion in the present case creates an “incentive” for both scrupulous and unscrupulous car dealers to engage in price manipulation. In our view, the precise disclosure required by the statute guards against this situation by giving the consumer the information that he or she needs to make an educated decision as to the actual price of the car that he or she has negotiated. Indeed, that the disclosure contained in
We disagree with the dissent’s characterization of our analysis as in violation of the lack of “any principle of statutory interpretation that permits us to read out specific legislative language simply because the legislators did not advert to it in their floor debate.” See footnote 3 of the dissent. In our view, the language of
Dissenting Opinion
with whom VERTEFEUILLE, J., joins, dissenting. I disagree with the majority’s conclusion that
The specific language at issue is the entirety of subdivision (9) of subsection (a) of
The majority concludes that “
Indeed, precisely because the language of the last sentence of
The majority, however, interprets the last sentence of
We have previously recognized that “[cjourts are bound to accept the legislative definition of terms in a statute.” Toll Gate Farms, Inc. v. Milk Regulation Board, 148 Conn. 341, 347, 170 A.2d 883 (1961).4 Ignoring this rule, the majority
That the legislature intended the phrase “to recover reasonable costs” to have meaning is also supported by the language of subsection (c) of
The majority’s interpretation might make some sense if it could be established that, in the context of the statutory scheme, the inclusion of the four missing words would serve no ascertainable legislative purpose. That, however, is far from the case.
First, the missing words serve the legislative purpose, not only of disclosure that there is such a thing as a conveyance fee and its amount, but also the legislative purpose of requiring that the fee be reasonable so as to protect the consumer. In the context of most car sales, the buyer does not ordinarily become interested in the conveyance fee until he has decided to buy the car. With no limitation whatsoever on the amount of the fee, an unscrupulous car dealer can lowball the sales price and then, once the buyer has agreed, highball the conveyance fee to recoup profits in the form of the fee. The buyer then would be faced with walking away from the deal or accepting it, but if the buyer stays, there would no regulatory or legal sanction on the seller for exacting an unreasonably high conveyance fee that has no real relation to the seller’s actual costs for performing the services necessary to close the sale. It takes no flight of imagination to recognize the avoidance of such a scenario as a legitimate legislative purpose of requiring that any conveyance fee be “reasonable.”
Second, the definition of “conveyance fee” applies, not just to
It is obvious that the purpose of this statute is to require truth in price advertising for the benefit of the consumer. What the majority opinion fails to grasp is that the limitation of a dealer’s conveyance fee to the amount of the dealer’s reasonable costs in closing the sale of an automobile furthers the primary purpose of the statute by preventing a dealer from misleading consumers regarding the actual “price” of an automobile by manipulating the conveyance fee to hide profit. In the absence of the limit provided by the legislature in the definition of “conveyance fee,” the protection afforded consumers by
I would, therefore, reverse the judgment of the Appellate Court, and remand the case to that court with direction to answer the reserved question, “Yes.”
I disagree with the majority’s conclusion that the fact that the legislature has, in other contexts, elected to regulate fees by incorporating a reasonableness standard in the operative section of the statute means that the legislature intended its definition of a conveyance fee in
In this connection, the majority’s reliance on an absence from the governing regulation of a specific provision dealing with the reasonableness of conveyance fees is unpersuasive. That regulation, § 42-110b-28 (b) (23) of the Regulations of Connecticut State Agencies, provides in relevant part that “[i]t shall be an unfair or deceptive act or practice for a new car dealer or a used car dealer to violate any provision of a . . . state statute . . . concerning the sale or lease of motor vehicles.” (Emphasis added.) I know of no principle that a regulation of general applicability somehow loses its force because it is not specific.
Similarly, the majority’s reliance on the absence from the legislative history of any discussion of the amount or reasonableness of conveyance fees is also unavailing. Simply because the legislators focused in their discussion on the disclosure aspect of the definition cannot mean that they intended specific definitional language in the statute — “to recover reasonable costs”-— to disappear. I am unaware of any principle of statutory interpretation that permits us to read out specific legislative language simply because the legislators did not advert to it in their floor debate.
Toll Gate Farms, Inc. v. Milk Regulation Board, supra, 148 Conn. 341, the case upon which the majority relies for the proposition that definitional language may not impose substantive limitations on the terms within a regulatory provision, does not support this conclusion. In that case, the issue before the court was “whether a duly licensed dealer in, or producer of, milk or milk products can sell, or offer or possess with intent to sell, milk from which sufficient cream has been removed to reduce its butterfat content to less than three and one-quarter per cent but more than one-half of one per cent.” Id., 342. The statutory scheme provided clear guidelines for labeling milk with 0.5 percent or less butterfat. Such milk was defined as “skimmed milk” in